ADLER Real Estate AG: Release according to Article 111c of the AktG [the German Stock Corporation Act] with the objective of Europe-wide distribution
ADLER Real Estate AG / Release of an announcement according to Article 111c of the AktG [the German Stock Corporation Act]
Disclosure of Material Transactions with Related Persons pursuant to § 111c AktG
ADLER Real Estate Aktiengesellschaft, Berlin
ADLER Real Estate Aktiengesellschaft (the “Company”) signed an amendment agreement relating to the existing EUR 265 million upstream loan agreement with Adler Group S.A. („Adler Group“). The agreement is dated 25 November 2022 and has been executed with the consent of the supervisory board of the Company pursuant to § 111 b Abs. 1 AktG. Adler Group holds 96,72 per cent. of the shares in the company and is therefore a related person pursuant to § 111 a Abs. 1 AktG.
Pursuant to the amendment agreement, maturity of the upstream loan has been extended from 29 December 2022 to 15 April 2023. In the course of the amendment agreement, a security package consisting of land charges and share pledges will be granted for the benefit of the Company. The loan-to-value ratio is, as of 25 November 2022, below 60 per cent. Further, the interest rate of the loan will be increased to 5.16 per cent. per annum, provided that the amendment agreement envisages that the interest rate will be verified by an independent expert and adjusted if necessary to ensure that the loan bears interest on arms’ length terms.
The terms of the loan taking into account the amendment as well as of the security granted are, based on the respective commercial projection as of the date of the relevant agreements and as of today, at arms’ length. The Company is still entitled to demand repayment of the loan amount extended upon occurrence of an event of default and Adler Group remains entitled to prepay all or part of the loan granted prior to the maturity date with 5 days’ notice.
Berlin, 25 November 2022
ADLER Real Estate Aktiengesellschaft
|ADLER Real Estate AG
|Am Karlsbad 11
|End of News
|EQS News Service